Understanding Disclosure Documents
|Document||What you’ll find||When it must be filed||What else you should know|
|Annual information form (AIF)||
Detailed information about a company’s:
Investors do not have to be
Not all companies are required to file an AIF. For example, a company listed on the
A report of a company’s financial information, made up of:
|Quarterly and annually||The financial statements, together with the MD&A, can tell you how well the
company has performed and the factors that influence its financial ability to perform well in the
> Income statement
|How much a company has earned and its expenses for a set period||
This does not necessarily reflect the company’s inflows and outflows of cash.
Also known as an earnings report, statement of earnings, statement of operations and statement
|> Cash flow statement||How money flows in and out of the business from its operating, investing and financing
|How a company manages its money can say a lot about its ability to withstand market
changes or unexpected events.
|> Balance sheet||A snapshot of the net worth of a company at a point in time. It shows the company’s
assets, liabilities and shareholders’ equity.
|Also known as the statement of financial position.|
How a company arrived at the numbers in its financial statements and any significant events and
For example, a note may explain that a company’s accounting methods have changed from the
Notes are a critical part of the financial statements and shouldn’t be ignored.
The accounting policies a company uses can significantly affects its numbers. For example, the
|Insider trading reports||Which insiders of the company are buying and selling the company’s shares.||In general, within 10 calendar days after a trade or change in an insider’s holdings
of a company.
|Directors, officers and major shareholders are considered “insiders” of a
|Management’s discussion and analysis (MD&A)||
Management’s explanation of events affecting the company’s performance and management’s
An useful and informative MD&A should offer insight into five key areas:
|Quarterly and annually||
The MD&A and financial statements are filed at the same time.
If the company does not file a management information circular, the MD&A may also contain
|Management information circular||
Information about the shareholder meeting, voting process, items to be voted on or covered at
It may contain other information such as committee reports and covernance practices.
|When shareholders elect the board of directors or are asked to vote on significant
transactions proposed by a company.
|This is sent to shareholders so they can make an informed decision about voting their
shares and other items covered at the shareholder meeting.
|Material change report||
Details about any material change in the company’s operations or capital that is expected to
Examples of material changes may include take-over bids, selling or acquiring business units,
|Within 10 days of the material change.||It’s up to the company and its management to decide whether a change is material.|
|News release||A public statement from the company about a material change that might influence
whether investors buy, hold or sell their investment.
|Companies must issue press releases disclosing material changes promptly.||
The news release is usually filed before the material change report.
Companies may also issue news releases about topics other than material changes. These may be
Read news releases carefully. The news release is management’s view and you should compare or
Material facts relating to the securities a company is planning to offer to the public,
|Before the company issues shares or other securities to the public.||
This must be given to everyone who buys the security.
A company may file a “long form” or “short form” prospectus.
A long form prospectus contains information about the company and the new securities issue in
A short form prospectus gives investors important highlights about the new securities issue. It
Although prospectuses must be filed with the OSC, we do not assess the merit of the investment
Some securities can be sold without a prospectus. These are called “exempt securities”. If you
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